ಅಡಿಟರ್ಸ್ ರಿಪೋರ್ಟ್Wakefit Innovations Ltd.

We have audited the financial statements of Wakefit
Innovations Limited (formerly known as Wakefit
Innovations Private Limited) (the “Company”) which
comprise the balance sheet as at March 31, 2026,
and the statement of profit and loss (including other
comprehensive income), statement of changes in equity
and statement of cash flows for the year then ended,
and notes to the financial statements, including material
accounting policies and other explanatory information.

In our opinion and to the best of our information and
according to the explanations given to us, the aforesaid
financial statements give the information required
by the Companies Act, 2013 (“Act”) in the manner so
required and give a true and fair view in conformity with
the accounting principles generally accepted in India,
of the state of affairs of the Company as at March 31,
2026, and its profit and other comprehensive income,
changes in equity and its cash flows for the year
ended on that date.

BASIS FOR OPINION

We conducted our audit in accordance with the Standards
on Auditing (SAs) specified under Section 143(10) of
the Act. Our responsibilities under those SAs are further
described in the Auditor''s Responsibilities for the Audit
of the Financial Statements section of our report.
We are independent of the Company in accordance
with the Code of Ethics issued by the Institute of
Chartered Accountants of India together with the
ethical requirements that are relevant to our audit of
the financial statements under the provisions of the
Act and the Rules thereunder, and we have fulfilled our
other ethical responsibilities in accordance with these
requirements and the Code of Ethics. We believe that
the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion on the
financial statements.

KEY AUDIT MATTER

Key audit matters are those matters that, in our
professional judgment, were of most significance in
our audit of the financial statements of the current
period. These matters were addressed in the context of
our audit of the financial statements as a whole, and in
forming our opinion thereon, and we do not provide a
separate opinion on these matters.

OTHER INFORMATION

The Company''s Management and Board of Directors
are responsible for the other information. The other
information comprises the information included in
the Annual report, but does not include the financial
statements and auditor''s report thereon. The Annual
report is expected to be made available to us after the
date of this auditor''s report.

Our opinion on the financial statements does not cover
the other information and we will not express any form
of assurance conclusion thereon.

In connection with our audit of the financial statements,
our responsibility is to read the other information
identified above when it becomes available and, in doing
so, consider whether the other information is materially
inconsistent with the financial statements or our
knowledge obtained in the audit, or otherwise appears
to be materially misstated.

When we read the Annual report, if we conclude that
there is a material misstatement therein, we are required
to communicate the matter to those charged with
governance and take necessary actions, as applicable
under the relevant laws and regulations.

MANAGEMENT''S AND BOARD OF DIRECTORS''
RESPONSIBILITIES FOR THE FINANCIAL
STATEMENTS

The Company''s Management and Board of Directors are
responsible for the matters stated in Section 134(5) of
the Act with respect to the preparation of these financial
statements that give a true and fair view of the state
of affairs, profit/ loss and other comprehensive income,
changes in equity and cash flows of the Company in
accordance with the accounting principles generally
accepted in India, including the Indian Accounting
Standards (Ind AS) specified under Section 133 of the
Act. This responsibility also includes maintenance of
adequate accounting records in accordance with the

provisions of the Act for safeguarding of the assets of
the Company and for preventing and detecting frauds
and other irregularities; selection and application of
appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal
financial controls, that were operating effectively
for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and
presentation of the financial statements that give a true
and fair view and are free from material misstatement,
whether due to fraud or error.

In preparing the financial statements, the Management
and Board of Directors are responsible for assessing
the Company''s ability to continue as a going concern,
disclosing, as applicable, matters related to going
concern and using the going concern basis of
accounting unless the Board of Directors either intends
to liquidate the Company or to cease operations, or has
no realistic alternative but to do so.

The Board of Directors is also responsible for overseeing
the Company''s financial reporting process.

AUDITOR’S RESPONSIBILITIES FOR THE
AUDIT OF THE FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance
about whether the financial statements as a whole
are free from material misstatement, whether due to
fraud or error, and to issue an auditor''s report that
includes our opinion. Reasonable assurance is a high
level of assurance, but is not a guarantee that an audit
conducted in accordance with SAs will always detect
a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably
be expected to influence the economic decisions of
users taken on the basis of these financial statements.

As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional
skepticism throughout the audit. We also:

• Identify and assess the risks of material
misstatement of the financial statements, whether
due to fraud or error, design and perform audit
procedures responsive to those risks, and obtain
audit evidence that is sufficient and appropriate
to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from
fraud is higher than for one resulting from error,
as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of
internal control.

• Obtain an understanding of internal control relevant
to the audit in order to design audit procedures that
are appropriate in the circumstances. Under Section
143(3)(i) of the Act, we are also responsible for
expressing our opinion on whether the company
has adequate internal financial controls with
reference to financial statements in place and the
operating effectiveness of such controls.

• Evaluate the appropriateness of accounting
policies used and the reasonableness of accounting
estimates and related disclosures made by the
Management and Board of Directors.

• Conclude on the appropriateness of the
Management and Board of Directors use of the
going concern basis of accounting in preparation
of financial statements and, based on the audit
evidence obtained, whether a material uncertainty
exists related to events or conditions that may
cast significant doubt on the Company''s ability to
continue as a going concern. If we conclude that
a material uncertainty exists, we are required to
draw attention in our auditor''s report to the related
disclosures in the financial statements or, if such
disclosures are inadequate, to modify our opinion.
Our conclusions are based on the audit evidence
obtained up to the date of our auditor''s report.
However, future events or conditions may cause the
Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and
content of the financial statements, including the
disclosures, and whether the financial statements
represent the underlying transactions and events
in a manner that achieves fair presentation.

We communicate with those charged with governance
regarding, among other matters, the planned scope
and timing of the audit and significant audit findings,
including any significant deficiencies in internal control
that we identify during our audit.

We also provide those charged with governance with
a statement that we have complied with relevant
ethical requirements regarding independence, and to
communicate with them all relationships and other
matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.

From the matters communicated with those charged
with governance, we determine those matters that
were of most significance in the audit of the financial
statements of the current period and are therefore
the key audit matters. We describe these matters in
our auditor''s report unless law or regulation precludes
public disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter should
not be communicated in our report because the
adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of
such communication.

REPORT ON OTHER LEGAL AND REGULATORY
REQUIREMENTS

1. As required by the Companies (Auditor''s Report)
Order, 2020 (“the Order”) issued by the Central
Government of India in terms of Section 143(11) of
the Act, we give in the “Annexure A” a statement on
the matters specified in paragraphs 3 and 4 of the
Order, to the extent applicable.

2A. As required by Section 143(3) of the Act,
we report that:

a. We have sought and obtained all the information
and explanations which to the best of our
knowledge and belief were necessary for the
purposes of our audit.

a. In our opinion, proper books of account as
required by law have been kept by the Company
so far as it appears from our examination of
those books except for the matters stated
in the paragraph 2B(f) below on reporting
under Rule 11(g) of the Companies (Audit and
Auditors) Rules, 2014.

b. The balance sheet, the statement of profit
and loss (including other comprehensive
income), the statement of changes in equity
and the statement of cash flows dealt with
by this Report are in agreement with the
books of account.

c. In our opinion, the aforesaid financial
statements comply with the Ind AS specified
under Section 133 of the Act.

d. On the basis of the written representations
received from the directors as on March 31,

2026 to April 2, 2026 taken on record by the
Board of Directors, none of the directors is
disqualified as on March 31, 2026 from being
appointed as a director in terms of Section
164(2) of the Act.

e. the qualification relating to the maintenance
of accounts and other matters connected
therewith are as stated in the paragraph 2A(b)
above on reporting under Section 143(3)(b) of
the Act and paragraph 2B(f) below on reporting
under Rule 11(g) of the Companies (Audit and
Auditors) Rules, 2014.

f. With respect to the adequacy of the internal
financial controls with reference to financial
statements of the Company and the operating
effectiveness of such controls, refer to our
separate Report in “Annexure B”.

A. With respect to the other matters to be included in
the Auditor''s Report in accordance with Rule 11 of
the Companies (Audit and Auditors) Rules, 2014, in
our opinion and to the best of our information and
according to the explanations given to us:

a. The Company has disclosed the impact of
pending litigations as at March 31, 2026 on its
financial position in its financial statements -
Refer Note 40 to the financial statements.

b. The Company did not have any long-term
contracts including derivative contracts
for which there were any material
foreseeable losses.

c. There were no amounts which were required to
be transferred to the Investor Education and
Protection Fund by the Company.

d (i) The management has represented that,
to the best of their knowledge and belief,
other than as disclosed in the Note 47(iv)
to the financial statements, no funds
have been advanced or loaned or invested
(either from borrowed funds or share
premium or any other sources or kind
of funds) by the Company to or in any
other person(s) or entity(ies), including
foreign entities (“Intermediaries”), with
the understanding, whether recorded in
writing or otherwise, that the Intermediary
shall directly or indirectly lend or invest
in other persons or entities identified in
any manner whatsoever by or on behalf of
the Company (“Ultimate Beneficiaries”) or
provide any guarantee, security or the like
on behalf of the Ultimate Beneficiaries.

(ii) The management has represented that,
to the best of their knowledge and belief,
other than as disclosed in the Note 47(v)
to the financial statements, no funds
have been received by the Company from
any person(s) or entity(ies), including
foreign entities (“Funding Parties”), with
the understanding, whether recorded in
writing or otherwise, that the Company
shall directly or indirectly, lend or invest in
other persons or entities identified in any
manner whatsoever by or on behalf of the
Funding Parties (“Ultimate Beneficiaries”)
or provide any guarantee, security or the
like on behalf of the Ultimate Beneficiaries.

(iii) Based on the audit procedures that
have been considered reasonable and
appropriate in the circumstances, nothing
has come to our notice that has caused us
to believe that the representations under
sub-clause (i) and (ii) of Rule 11(e), as
provided under (i) and (ii) above, contain
any material misstatement.

e. The Company has neither declared nor paid
any dividend during the year.

d. Based on our examination which included
test checks, except for the instances
mentioned below, the Company has used
accounting softwares for maintaining its
books of account, which have a feature of
recording audit trail (edit log) facility and
the same has operated throughout the year
for all relevant transactions recorded in the
respective softwares:

^• In case of an accounting software used
for maintaining details relating to revenue,
the feature of recording audit trail (edit
log) facility was not enabled.

• In the absence of sufficient and
appropriate reporting on compliance with
the audit trail requirements at databse
layer in the independent auditor''s report
of service organisation for accounting
software used for maintaining the books
of account relating to general ledger,
which is operated by a third-party
software service provider, we are unable
to comment whether audit trail feature
of the said software was enabled at the
database level to log any direct data
changes and operated throughout the
year for all relevant transactions recorded
in the software.

Further, for the periods where audit trail (edit
log) facility was enabled and operated for the
respective accounting softwares, we did not
come across any instance of the audit trail feature
being tampered with.

Additionally, where audit trail (edit log) facility was
enabled and operated in the previous year, the audit
trail has been preserved by the Company as per the
statutory requirements for record retention.

B. With respect to the matter to be included in the
Auditor''s Report under Section 197(16) of the Act:

In our opinion and according to the information and
explanations given to us, the remuneration paid by
the Company to its directors during the current
year is in accordance with the provisions of Section

197 of the Act. The remuneration paid to any
director is not in excess of the limit laid down under
Section 197 of the Act. The Ministry of Corporate
Affairs has not prescribed other details under
Section 197(16) of the Act which are required to be
commented upon by us.

For B S R & Co. LLP

Chartered Accountants
Firm''s Registration
No.:101248W/W-100022

Umang Banka

Partner

Place: Bengaluru Membership No.: 223018

Date: May 21, 2026 ICAI UDIN:26223018NUPHRB1668